The SEC Shuts Down Munchee’s ICO as Unregistered Securities Offering

A recent order by the SEC relating to an initial coin offering (ICO) by Munchee Inc. dealt a blow to the common practice of making a distinction between “utility tokens” and “security tokens.” In doing so, the SEC seems to also reject what our colleagues Daniel N. Budofsky and Robert B. Robbins refer to as the “magic frog” approach, the belief that a token can begin life as a security token (i.e., a magic frog) but at the point that the application and ecosystem go “live,” the token will be transformed into a utility token (i.e., the magic frog becomes a prince) and any securities law restrictions will no longer apply. In their recent client alert, “The SEC’s Shutdown of the Munchee ICO,” they examine this issue in greater detail and explore ways in which it is still possible to carry out an ICO that’s in compliance with the Securities Act.